Case summary: Persons W and M, shareholders of firm C, filed a law suit against other shareholders MH and K and accountant J for breach of duty. Persons W and M claimed that accountant J acted on behalf of MH and K and caused disadvantages to them. It was alleged that J had purposely altered the books of firm C to increase the financial liabilities of W and M.
To find:The duty of J towards W and M.
Case summary: Persons W and M, shareholders of the firm C, filed a law suit against other shareholders MH and K and accountant J for breach of duty. Persons W and M claimed that accountant J acted on behalf of MH and K and caused disadvantages to them. It was alleged that J had purposely altered the books of firm C to increase the financial liabilities of W and M.
To find:The possibility of the breach of duty by person J.
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Chapter 19 Solutions
MindTap Business Law, 1 term (6 months) Printed Access Card for Cross/Miller's The Legal Environment of Business: Text and Cases, 10th (MindTap Course List)
- Merrill Lynch employed Post and Maney as account executives. Both men elected to be paid a salary and to participate in the firm’s pension and profit-sharing plans rather than take a straight commission. Thirteen years later, Merrill Lynch terminated the employment of both Post and Maney. Both men began working for a competitor of Merrill Lynch. Merrill Lynch then informed them that all of their rights in the companyfunded pension plan had been forfeited pursuant to a provision of the plan that permitted forfeiture in the event an employee directly or indirectly competed with the firm. Is Merrill Lynch correct in its assertion? Why or why not?arrow_forwardHutchins and O’Neil, as general partners in the Haddon View Investment Co., became limited partners in Car Wash Investments. The general partner in Car Wash was the Minit Man Development Company. Coopers and Lybrand accountants handled the accounting work for both Minit Man and Car Wash. They performed audits and prepared financial statements that allegedly revealed two healthy companies. Nevertheless, both Car Wash and Minit Man went out of business. As a result, Hutchins and O’Neil lost a total of $252,000. They sued Coopers and Lybrand, alleging malpractice, breach of contract, concealment, fraud, and deceit in the accountants’ work for Car Wash and Minit Man. Coopers and Lybrand argued that Hutchins and O’Neil could not sue the firm because Car Wash and Minit Man were the clients, not Hutchins and O’Neil. Were the accountants correct?arrow_forwardWalker, the CEO of Memphis Mini Golf and Go Carts (MMGGC), wanted to sell the business to Go Carts, Golf & Games. To provide a basis for the transaction, Walker retained Blanchard, an accountant, to conduct an audit of MMGGC. Blanchard was aware that Go Carts, Golf & Games would likely use the audit report in consideration of the purchase of the business from MMGGC. Blanchard's audit report showed that MMGGC’s business was profitable. William, Go Cart’s president, relied on this report in agreeing to purchase the business of MMGGC and in agreeing to the terms of the purchase. Sometime later, it was discovered that the accountant made a number of mistakes and that the business that was sold was actually insolvent. William and Go Carts sued Walker and Blanchard for damages. The suit claimed that the accountant had negligently misrepresented the facts. Discuss the arguments for each party, determine which party should win, and provide legal support for your decision.arrow_forward
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- Snitch, an officer of Undergrowth Corporation, tells Gumst about fraudulent dealings going on within Undergrowth, and urges Gumst to investigate the matter. Gumst begins to investigate and he discovers wrongdoing. During the investigation, he mentions to his friend Jittery some of the facts he is uncovering in his investigation. Jittery, who owns some stock in Undergrowth, sells it immediately and thus avoids the huge downswing in share price that ensues when the results of Gumst's investigation are announced. Has Gumst engaged in insider trading? No, because only the person who actually buys or sells the stock can commit insider trading. O No, because neither Snitch nor Gumst had any motive of personal gain. O No, because he was not an officer, director, or major shareholder of Undergrowth. Yes.arrow_forwardPaul Bunyan is the owner of noncumulative 8 percent preferred stock in the Broadview Corporation, which had no earnings or profits in 2012. In 2013, the corporation had large profits and a surplus from which it might properly have declared dividends. The directors refused to do so, however, instead using the surplus to purchase goods necessary for the corporation’s expanding business. The corporation earned a small profit in 2014. The directors at the end of 2014 declared a 10 percent dividend on the common stock and an 8 percent dividend on the preferred stock without paying preferred dividends for 2013. a. Is Bunyan entitled to dividends for 2012? For 2013? b. Is Bunyan entitled to a dividend of 10 percent rather than 8 percent in 2014?arrow_forwardSpence was a promoter in the incorporation of a new business. The new corporation had not yet been formed when he bought Huffman’s employment agency to serve as the nucleus of that corporation. Eventually, the corporation was formed, but it never generated enough cash to pay Huffman for the employment agency. Huffman sued Spence, attempting to hold him personally liable for the amount due. Spence claimed that the corporation was liable and that his personal assets were not a proper target of the suit. Was Spence correct? Explain.arrow_forward
- Smith, a shareholder, filed suit against the board of directors of a corporation in which he had owned stock. Smith claimed that he and other shareholders had not received top dollar for their shares when their corporation had merged with another. Consequently, they sought either a reversal of the merger or payment from the directors to make up for their losses. The directors, Smith argued, had violated their duty of due care because they based their decision on a 20-minute speech by the CEO. Also, the directors had not even looked at the merger documents, let alone studied them. Furthermore, the directors had not sought any independent evaluation by outside experts. For their part, the directors argued that because their decision was made in good faith and was legal, they were protected by the business judgment rule. Were the directors correct?arrow_forwardMikhail and Dana Jackson, doing business as M&D Enterprises, Inc., bought a retail electronics store under a franchise agreement from a national company, Tunes Hut. The Jacksons borrowed from State Bank to pay for the business and signed loan documents and a financing statement, which identified the Jacksons as "Debtors." Elsewhere on the financing statement, the bank identified "M&D Enterprises, Inc., Tunes Hut, Dana K. Jackson, Mikhail C. Jackson" as "Debtors." The statement covered, in part, the store inventory. The bank filed the financing statement with the proper government agency. Three years later, the store closed. Tunes Hut terminated the franchise and took possession of the inventory, claiming the Jacksons and M&D owed Tunes Hut $6,394.73. State Bank filed a suit in a state court against Tunes Hut, claiming a perfected security interest in the inventory with priority over Tunes Hut's claim. Did the bank's security interest take priority over Tunes Hut’s…arrow_forwardThe Johnson Company, a corporation organized under the laws of State X, after proper authorization by the shareholders, sold its entire assets to the Samson Company, also a State X corporation. Ellen, an unpaid creditor of the Johnson Company, sues the Samson Company upon her claim. Is Samson liable? Explain.arrow_forward
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